Industrials sector comment – August 2011

Date

With Charter International plc and Laird plc having recently been the subject of approaches, it appears that UK engineering and manufacturing companies continue to be highly attractive assets.

Charter has been fending off an approach from Melrose plc, the UK-listed industrial turnaround specialist. Fresh from its £360m disposal of US-based Dynacast, Melrose had hoped to use Charter’s recent profits warning, and the departure of chief executive Michael Foster, to stimulate a deal worth £1.3bn. Charter owns two very distinct businesses, ESAB which is a manufacturer of welding and equipment and Howden which is a manufacturer of air handling equipment. Melrose had hoped to use its own experience of managing the restructuring of the likes of FKI and McKechnie to deliver better returns from these two operations. Charter has however declared itself happy to go about its business of making bolt-on acquisitions. The group only recently acquired Dutch company Thomassen Compression Systems for nearly £90m. However, the saga may have some time to run as Melrose’s approach may well stir at least two US industrial giants into action. Both Illinois Tool Works and Lincoln Electric have previously been linked with the group and may be tempted to make a move before any improvement in the group’s fortunes under its new management team.

Laird, meanwhile, has been the subject of a now failed approach from Cooper Industries, the £3.5bn turnover US manufacturer of electrical equipment. A combination of Laird with Cooper’s Bussmann division would have created a world leader in the electrical and electronics circuit protection, industrial wireless and power management markets. Despite Cooper raising its offer to a near 50% premium to Laird’s share price prior to the approach, the UK group has decided to focus on turning round its fortunes independently. It has already agreed to exit from its loss-making handset antennae business which has suffered from weak sales with Nokia. It will now have to focus on building its already strong position in electromagnetic shielding equipment, whilst expanding its wireless business in the mining, oil and gas and transportation sectors. As part of this strategy the group will have to pursue similar acquisitions to that of Klüver Aggregatebau GmbH in March of this year. This £21m acquisition enhanced Laird’s product portfolio with active cooling systems used in medical equipment applications.

Deals

Wheelbase Holdings Ltd has acquired Abel Demountable Systems Ltd, a UK designer and manufacturers of demountable bodywork, drawbar trailers and equipment for commercial vehicles. The transaction provides Wheelbase to reinforce its position in the demountable systems market.

Halma plc has acquired Avo Photonics Inc, a US designer and manufacturer of miniaturised photonic components and subsystems for OEM customers serving a wide range of end-markets. The £5.6m acquisition will be integrated into Halma’s Photonics business within the group’s Health and Analysis division. The transaction provides an exit for US private equity firm Whitecap Partners.

Breedon Aggregates plc has acquired the business and assets of C&G Concrete Ltd, a UK aggregates supplier. The £10m acquisition will reinforce Breedon Aggregates with C&G’s three sand and gravel quarries, as well as 13 ready-mixed concrete and mortar plants in the East Midlands. C&G was acquired from the company’s administrator.

Charter International plc has acquired Condor Equipamentos Industriais Ltda, a Brazilian manufacturer of industrial gas equipment. Condor will be integrated into Charter’s ESAB division where it will complement the group’s range of industrial gas equipment for use in the cutting, heating and welding sectors.

Unifrax Corp has acquired Saffil Group Ltd from Dyson Group plc. Saffil is a UK manufacturer of high performance materials for the automotive and technical textile industries. Unifrax is backed by US private equity firm AEA Investors.

UK private equity firm Better Capital has acquired Fairline Group Ltd from UK private equity firm 3i. Fairline is a UK manufacturer of luxury power boats.

GKN plc has acquired the all-wheel-drive (AWD) components businesses of Getrag KG for £283m. Getrag Driveline Products is a Tier 1 supplier of geared driveline products including power transfer units and rear drive units for AWD vehicles, as well as final drive units for high performance rear wheel drive vehicles. At the same time GKN has also acquired Stromag Holding GmbH, a German manufacturer of electro-magnetic brakes and hydraulic clutches, for £174m. The transaction provides an exit for German private equity firm Equita.

The management of Ash & Lacy Building Systems Ltd (ALBS) have acquired the company from Hill & Smith Holdings plc for £5.1m. ALBS is a UK manufacturer of metal external building envelope systems for the building and construction industry.

Insituform Technologies Inc has acquired Hockway Ltd, a UK supplier of cathodic protection products and services. The acquisition will be integrated into Insituform’s Energy & Mining division where it will enhance the group’s ability to deliver onshore and offshore pipe coating projects in the Middle East.

Reservoir Group Ltd has acquired the assets and business of Canada Tech from IROC Energy Services Corp. Canada Tech is a designer and manufacturer of pressure and temperature measurement equipment used in the downhole and surface environment of oil and gas wells. Reservoir Group is backed by US private equity firm SCF Partners.

Weidenhammer Packungen GmbH has acquired the plastic injection moulding business of L&D Mouldings Ltd. The transaction will build on the existing relationship between the two companies whereby L&D Mouldings produces plastic overcaps for Weidenhammer. The deal is part of the German group’s strategy of expanding its composite can and plastic packaging operations in the UK.

Severn Glocon Group plc has acquired Mars Valves Ltd, a UK manufacturer of ball valves. The acquisition will allow Severn Glocon to supply a range of complementary products and penetrate the chemicals, refining and utility sectors.

Forum Energy Technologies Inc (FET) has acquired P-Quip Ltd, a UK manufacturer of mud pump fluid end assemblies. P-Quips products are used in safety-critical applications in the oil and gas drilling sector. FET is backed by US private equity firm SCF Partners.

FW Thorpe plc has acquired Portland Lighting Ltd, a UK manufacturer of trough and sign lighting. Portland Lighting will reinforce FW Thorpe’s presence in the UK market for LED trough lighting.

Weedon Holdings Ltd has acquired Rowpak Containers Ltd, a UK manufacturer of corrugated packaging. The acquisition will provide Weedon with geographic expansion and the opportunity to double its turnover.

Laidlaw Interiors Group Ltd has acquired the interiors manufacturing business of SIG plc for £14m. The acquisition includes Cubicle Systems Ltd, Komfort Workspace Ltd Leaderflush & Shapland Ltd and SIG Glazing Services Ltd. Laidlaw Interiors is backed by UK private equity firm Rutland Partners.

Illinois Tool Works Inc (ITW) has acquired Teknek Ltd, a UK manufacturer of contact sheet cleaning and web cleaning solutions. The acquisition will allow ITW’s Electrostatics division to expand its range of contamination control products for the electronic and industrial markets.

Arundel Aerospace and Defence Systems Ltd (AADS) has acquired Kembrey Wiring Systems Ltd from Time24 Ltd. Kembrey is a UK manufacturer of wiring systems for aero-engines which will reinforce AADS’ solutions approach to the production of mission critical equipment for the aerospace industry.

UK private equity firms Enterprise Ventures and PHD Equity Partners have backed the management buy-out of Vickers Electronics Ltd. Vickers is a UK designer and installer of energy management systems for large commercial properties.

UK private equity firm Gresham Private Equity has backed the secondary buy-out of Walker Technical Resources Ltd (WTR) from Maven Capital Partners. WTR is a UK provider of composite repair services for pipework and structural assets in the oil and gas industry. The company will provide Gresham with a platform for further acquisitions in the asset integrity sector.

TÜV SÜD AG has acquired Wallace Whittle Ltd, a UK provider of consulting engineering and environmental services. The acquisition will enhance the German group’s ability to deliver energy conservation, low carbon, sustainability and water management services.

WPIL Ltd has acquired the Mathers foundry from the Westley Group Ltd. The Indian group has acquired the UK foundry in order to be able to produce high integrity castings used in the production of compressors, filtration and flow equipment, pumps, turbines and valves. The foundry was owned by Weir Group plc until 2008.

Johnson & Starley Ltd has acquired White Consolidated Ltd, a UK provider of central heating, home insulation and solar hot water systems installation services. The acquisition will allow Johnson & Starley to manage and control system design and installation in renewable energy systems. White Consolidated trades as Quake Energy Services.

Compagnie de St Gobain SA has acquired the Brosette and Build Center businesses of Wolseley plc for £310m. Brosette and Build Center are builders merchants operating in the French and UK markets respectively. At the same time, Edmundson Electrical Ltd has acquired the Electric Center business of Wolseley plc. Electric Center is a UK supplier of electrical products for the building and construction industry operating from 85 branches across the UK.

UK private equity firm Enterprise Ventures has backed the management buy-out of IMC Worldwide Ltd from WSP Group plc. IMC Worldwide is a UK provider of multi-disciplinary consulting engineering services.

Cape plc has acquired York Linings International Ltd, a designer and installer of refractory linings used in high temperature industrial applications. As a result of the £4m acquisition, Cape will be able to cross-sell its existing services for York Linings’ operations in Bahrain, Singapore and the USA.